140 SECRETARIAL PRACTICE 
Adjourn- 
ment. 
Class 
Meetings. 
the stamping must be done before execution [Sadgrove v. 
Bryden (1907), 1 Ch. 318], but this does not apply to proxies 
which need a 710s. stamp [English, Scottish and Australian 
Bank (1893), 3 Ch. 385], nor to proxies executed abroad 
(Finance Act, 1907, s. ¢), which may be stamped within 
thirty days after their arrival in the United Kingdom. An 
adhesive stamp must be cancelled by the person executing the 
instrument, which will otherwise be void. 
The articles usually give power to a chairman to adjourn a 
meeting, with the consent of the members present; he may 
do so, but is not bound to adjourn, although requested so to 
do by a majority of the meeting [Salisbury Gold M ining Co. 
v. Hathorn (1897), A.C. 268], except, it would seem, at the 
statutory meeting. 
A chairman cannot, without the consent of the share- 
holders, dissolve or adjourn a meeting while any business for 
which it was convened remains unfinished, unless the articles 
authorise him to do so. If he attempts to do so, the meeting 
may elect another chairman and proceed with the business 
National Dwellings Society v. Sykes (1894), 3 Ch. 150]. 
An adjourned meeting is legally a continuation of the 
original meeting [Scadding v. Lorant (1851), 3 H.L.C. 418], 
and therefore no business can be transacted at an adjourned 
meeting which was not within the scope of the original meeting, 
except in the case of the statutory meeting. 
A resolution passed at an adjourned meeting must be 
treated as having been passed on the date on which it was 
actually passed and not on any earlier date, e.g. the date on 
which the meeting was originally convened [s. 119]. In 
Neuschild v. British Equatorial Oil Co. (1925), Ch. 346, it was 
held that a resolution confirmed at the adjournment of a 
meeting which was held within one month of the first meeting 
was validly confirmed as a special resolution under s. 69 of the 
Act of 1908, although the adjourned meeting took place more 
than one month after the meeting at which the resolution was 
passed. Had s. 119 been in force the decision must have been 
different. 
Meetings of classes of shareholders may occasionally 
be required to be held in cases where the articles make 
provision for them. Where such provision is made, it is 
commonly with a view to enabling a specified majority of 
shareholders in a class to bind the minority to a variation of 
the rights of the class. Table A, clause 3, is typical of the 
kind of article which is often found in the articles of a company. 
It runs as follows: ‘If at any time the share capital is divided 
into different classes of shares, the rights attached to any